The board of directors of Genesis HealthCare Corp. and a special committee of the board consisting of independent, outside directors are unanimously recommending that shareholders accept a merger offer from Formation Capital, L.L.C., and JER Partners, the company announced today.

Formation and JER have agreed to pay approximately $1.77 billion for the Kennett Square nursing-home company, including the assumption of $475 million in debt.

The board and the committee concluded that a competing offer from Fillmore Capital Partners L.L.C., "was not superior" to Formation/JER's bid.

A shareholder vote is set for May 11. Genesis shares were up 43 cents to $65.59 in morning trading on the Nasdaq market.